MTN Nigeria
Communications Plc (MTNN) is aware of media reports that make a series of
allegations about the listing of MTNN on the Nigerian Stock Exchange (NSE).
These reports are incorrect and misleading.

MTNN's
listing by way of introduction on the premium board of the NSE on 16 May 2019,
creates a new telecoms and technology asset segment for the NSE. It also
deepens the equity capital markets base of the country, which makes it possible
to broaden the shareholding base of MTNN over time. The listing by introduction
means that the existing shares of MTN Group (78.8%), the Nigerian investors
(19.4%) and other investors (1.8%) are listed. All MTNN shareholders will be
free to trade their shares on the NSE.

MTNN met all
of the conditions required to list as a member of the Premium Board of the NSE
and was required to publish a commencement listing price. The outstanding
matter relating to the Attorney General of the Federation created a high degree
of uncertainty over the valuation of MTNN, which makes it difficult to
determine a Fair price.

For MTNN at
present. The associated risks and potential returns could not be fairly
assessed and priced. As a result, and in the best interest of all shareholders,
both the current and future, the commencement listing price was set at N90 per
ordinary share, which was determined with reference to the private shares sale
transactions by MTNN shareholders over a 180 trading day period.

The N329
billion medium term facility signed in 2013 will be fully paid by November
2019. Therefore, the N200 billion Facility signed on May 17, 2019 forms part of
the Company’s new debt program, in line with the medium term business plan of
the Company. The new Facility, when drawn down, will be used to support our
medium term capital expenditure projects; Fund our working capital needs, meet
operational expenditure requirements and position the Company to take advantage
of future expansion opportunities.

The
preference shares have not been redeemed. The redemption of the preference
shares was always envisaged as a necessary part of simplifying the capital
structure of the Company ahead of, or soonest after listing. After obtaining
necessary regulatory approvals, the preference shares redemption will be taken
from the distributable reserves of the Company and paid for with cash generated
from its Operations.